Winx Spidey
by 7-Eleventh
Summary: This is the story of a poor boy(Peter Parker) from the streets, and a beautiful girl(Bloom) from a palace. They are brought together by one incredible wish after the boy discovers a magic lamp, and a powerful genie that can make all his dreams come true. Inspired by the Disney classic Aladdin.
1. Chapter 1: On A Dark Night

**WINX SPIDEY**

Chapter 1: On A Dark Night

**Hello readers! I hope this isn't a bad timing, I just want ya'll to know that this isn't exactly a sequel to my current Spider-Man/Winx Club crossover, "Beauty and the Man-Spider". This is just something that I decided to base off of the Disney classic "Aladdin", with some similarities from both the original film and its live-action remake that comes out later this weekend. It's just amazing that the filmmakers at the Walt Disney company managed to find some really good actors, who could play the main cast.**

**A/N: I don't own Spider-Man or Winx Club, just the idea for the story. Anything that's written in here is based off of characters owned by Marvel Comics and Rainbow Productions.**

**Narrator: **_Oh I come from a land, it's a faraway place. Where the wildest dragons roam._

_Where it's flat and immense, and the heat is intense. It's alien, but hey! It's home._

_When the winds from the east, and the sun's in the west, and the sand in the glass is right._

_Come on down, stop on by, hop a carpet and fly to another Magical night._

_Magical nights! Like Magical days! They seem to excite, take off and take flight, to shock and amaze._

_Magical nights! Like Magical rhymes! A fool off his guard, would fall and fall hard, here in these dark times._

**Narrator: **Ah,_ salaam and good evening to you all, worthy friends. Please, please come closer._

(Screen suddenly zooms in) _Oof! Too close, a little too close! _(Screen pulls out just a couple of feet) _Ah, there!_

_Welcome to Magix, the dimension of mystery and enchantment. And the finest merchandise, it's time to be showing on sale today! Come on down!_(Chuckles)

_Look at this_(Pulls out an item)_, combination hookah and coffee maker! It also makes very good Julian fries! It won't break_(Tap, tap)_, not even when you…_(Springs bounce right out of item)_ dash it all! It broke anyway!_

(Pulls out a different item) _Look at this, I have never seen one of these intact before. This is the famous Dead Sea Tupperware, listen…Pfft! Ah, still good._

(Screen starts turning away) _Wait don't go! I can see that you are only interested in the exceptionally rare, I think that you'll be awarded to consider this_(Pulls out a golden lamp)_._

_Now do not fooled by commonplace appearance, like so many things, it's not what is outside. But what is inside that counts. This is no ordinary lamp! It once changed the course of a young man's life. The young man who, like this lamp, was more than what he seemed:_

_A diamond in the rough._

_So perhaps you would like to hear the tale? It begins on a dark night, where a dark man waits with a dark purpose…_

**Egyptian desert**

A mysterious horseman mounted upon his horse, waited for his accountants to arrive. He wore a green suit with golden gauntlets and boots, a golden breastplate in front, a red cape in back, and a circular dome helmet on top. This man was called Mysterio, the master of trickery and illusions, but his real name was Quinten Beck and he was royal adviser to the king and queen of the planet Domino.

On his shoulder perched a wicked-looking falcon, that turned out to be his constant travelling companion named Walter. As they waited, a portal suddenly opened up and out stepped three girls with gothic looks and each one had a different style of hair and each of them wore a different colored attire of clothes. The first had long white hair in a ponytail on her head, blue irises under her eyes, and wore dark blue robes. Her name was Icy, and she was the leader of a group called the Trix.

The second had long smooth brown hair hanging down to her shoulders, she had purple irises under her eyes, and wore a purple robe while the third had blue frizzy hair, red irises, and dark red robes. These were Icy's sisters, Darcy and Stormy, all three of them were descendants of the ancestral witches, who were responsible for attacking and invading Domino.

"It's about time, where have you three been?" asked Mysterio sternly.

"Oh, we've just been keeping tabs on your little thief." Icy answered before another horse came galloping through the portal. It stopped directly in front of Mysterio's horse and its rider dismounted, it was a scrawny young thief named Xian.

"You are late!" growled Mysterio impatiently.

"A thousand apologies, O patient one" Xian answered dryly.

"But do you have it now?" inquired the royal vizier. The thief nodded before reaching inside his coat.

"I had to slit a few throats, but I've got it!" Xian answered gleefully, pulling out what looked like half of a silver scarab beetle. Mysterio held his hand for the item, but Xian held it away "Auh, auh, auh! The treasure…"

But before the young thief could even finish the sentence, the item was instantly snatched from his hand by the falcon that was perched on Mysterio's shoulder.

"Patience my pungent friend." the vizier chuckled as he took the item from the falcon's talons and pulled out from his cloak, another one just like it. "You'll get what's coming to you." Xian's eyes widened in amazement as Mysterio merged both items together as two halves of a silver scarab beetle. As soon as both halves merged, the scarab beetle came to life and flew out across the desert, leaving a bright trail of silver dust.

"Quickly, follow the trail!" called out Mysterio, spurring his horse into action, the others followed suit. They all followed the trail until they came to a certain dune where the scarab beetle split into two halves once more, only this time, the two halves flew around the dune until embedding into the front, forming what looked like two eyes.

Mysterio, Walter, Xian and the Trix all stopped directly in front of the dune when all of a sudden, there was the sudden tremors of the ground shaking. The dune that had both halves of the scarab beetle embedded, began to rise up and take on a certain shape. The horses were so spooked that they bucked violently, throwing off their riders and left them behind. The Trix on the other hand, were simply flying and didn't need any mounts at the moment, they all watched in amazement as the sand dune assumed the form of a giant Sphinx laying on the ground with its mouth wide open, its eyes were also glowing and a strange light omitted from its mouth.

"At last" said Mysterio in satisfaction "After all my years of searching, I have finally found it, the Cave of Dreams and Wonders!"

"The Cave of what now?" asked Stormy in confusion, Icy and Darcy just rolled their eyes in annoyance. Xian stepped forward and stared at the giant Sphinx in complete amazement "By Allah!" he said out loud.

Then Mysterio grabbed him by the collar and said sternly "Now remember our deal, first bring me the lamp. The rest of the treasure is yours, but the lamp is mine."

"Okay!" Xian nodded his head eagerly before heading towards the cave entrance, which was in fact the mouth of the Sphinx god. As the young thief went towards the cave, the Trix turned to the vizier "I wonder, where did you picked this guy up?" asked Darcy.

"I simply found him in a certain borough of New York City." Mysterio replied "But that is another story for another time." They all turned back to watch what Xian was doing, he was looking up at the cave entrance and admiring it. But as soon as he came closer, he gaped in astonishment at the inside of the cave's mouth, with stairs leading down into some caverns. Then Xian gulped down his fear and stepped forward, he was just about to set foot inside the cave when all of a sudden, what felt like a large gust of wind knocked him backwards and the Sphinx god began to move and speak, causing Xian alarm:

"**WHO DISTURBS MY SLUMBER?!" **it thundered out loud, astonishing Mysterio and his associates, Xian gasped and then snapped out of his stupor before stammering.

"It is…it is I, Xian" he replied before bowing with his face to the ground. "A humble thief." The Sphinx god seemed to scowl at this before answering. **"Know this, only **_**one **_**may enter here. One whose worth lies far within, and whose rags hide a heart that's pure. The diamond in the rough."**

Mysterio, Walter, and the Trix were all very puzzled when they heard that, but Xian was very confused and turned to look at them. "What are you waiting for?" asked Mysterio urgently "Go on!" Xian hesitated, but then turned and started to venture into the cave once again, while the Sphinx god opened its mouth even wider. The thief took one step inside the cave's mouth and shut his eyes, but nothing terrible happened. Xian opened his eyes and looked up, taking in his surroundings of the Sphinx god's fearsome jaws and nothing even happened.

"Phew!" Xian sighed in relief, thinking the danger had passed, but he was very wrong as the Sphinx god suddenly roared in anger. **"RAAAWWWRRRR!"**

Xian was so startled that he screamed in terror and ran back to the entrance to get back outside, but it was too late. The Sphinx god clamped its mouth shut tight, swallowing Xian whole, this sent a whole bunch of sand flying so high that the rest of the group had to cover their faces.

"Nooo!" Mysterio cried out in despair.

"**Seek thee out, the diamond in…the diamond in the rough!" **echoed the voice of the Sphinx god as it dissolved back into the sand, the two halves of the silver scarab beetle came rolling down the dunes. Walter the falcon popped up out of the sand, coughing and sputtering "I can't believe it!" he cried while shaking himself off before flying over to pick up the two halves. "I just don't believe it! We're never going to get a hold of that stupid lamp! Just forget it!"

"Be patient Walter." Mysterio told his feathered companion "Xian was obviously les then worthy."

"Oh there's a big surprise!" snapped Walter sarcastically "Now I think I'm going to have a heart attack and die from that surprise! What are we going to do? We've got a big problem here and…"

The bird was instantly cut off when Mysterio clamped a hand over his beak, shutting him up. "Oh yes" the vizier replied "Only one may enter." He then turned to the trio of witches and told them. "It seems the first thing we must do is find the one is worthy to enter the cave. We find this one, this... 'diamond in the rough'."

**There you have it! The first chapter of Winx Spidey is finished, now in case any of you readers out there are wondering why I chose such a title for this story. It's because I thought it would sound brand new, that's why, as for the Cave of Dreams and Wonders in this fanfic, its shape is suppose to be based off of the giant Sphinx that was brought to life by the Legendarium in Season 6 on Winx Club. While the scarab beetle is silver instead of gold, I figured it would be a neat twist to this story, kind of like having Mysterio being the royal vizier on the planet Domino, secretly working with the Trix and having a pet falcon named Walter. Now as for Walter, imagine him being voiced by Gilbert Gottfried and sounding just like Iago from the movie **_**Aladdin**_**.**

**So that's it for now, and sound off your thoughts in the reviews below!**


	2. Chapter 2: One Jump Ahead

**WINX SPIDEY**

Chapter 2: One Jump Ahead

**I'm back everybody! Sorry that I took so long to get this done, it's just with this new job I've got on manual labor, I haven't always had the time to sit down and write something like this. So here it is, my chapter!**

**But just to be clear, I don't own anything related to Spider-Man or the Winx Club, just the ideas for this story. So now away we go!**

The next morning, everything was so peaceful in the city of Magix, where anything was magically possible. All of the stores and restaurants, even the market place was opened. On this particular morning, three young ladies were walking through the city. The first was a brunette with blond bangs named Flora, she was from the realm of nature, the planet Lynphea. The second was named Musa, she had blueish-black hair and was from the planet Harmony. The third was a girl with light skin, and short magenta hair worn in a pixie cut, named Techna, she was from the planet Zenith, a realm of machinery and energy.

Now these three were accompanied by three little magical beings called pixies, whose names were Chatta, Tune and Digit.

"What a beautiful morning in Magix City." sighed Flora happily, her pixie-in-bonding Chatta floated beside her.

"Yeah, I agree" said Musa who was currently listening to her music with her headphones in her ears. Her own pixie-in-bonding, Tune was floating next to her.

"Just so you know" added Techna "There's been some reported incidents of a teen stealing things in the market place, some say that he's broke but others say that he's just a thief."

"I certainly agree." Digit added.

"What's that suppose to mean?" asked Flora in curiosity, but before Techna could answer, there was a loud shout: "STOP THIEF!"

The three girls and their pixies looked up just in time to a teenage boy run around the corner, followed by a troop of royal guards that looked like they came from the planet Domino.

"Now what's that all about?" asked Musa in bewilderment.

"I think it's the thief I just mentioned" Techna reminded her, now Flora was very much surprised to see wat was happening.

Up ahead, the young man who was running was very much a thief, because he had just stolen a loaf of bread and the guards who were chasing him, were very much from the planet Domino. The first guard was beyond no doubt, the captain of the guards, and his name was Rafael. Then the guards chased the boy across the rooftops until they cornered him above an alley filled with clotheslines.

"I'll have your hands for a trophy, street rat!" cried the captain, brandishing his sword which made the young man wince. But what no one didn't know was that the young man wasn't just stealing, he was practically broke and wanted to have enough food to survive. His name was Peter Parker and he was originally from the planet Earth, he was also secretly the hero called Spider-Man until the day he was made an outlaw and an outcast.

"All this for a loaf of bread?" he muttered to himself before jumping off the roof, much to the shock and horror of the crowd below. But luckily, he landed on one of the clotheslines in the alley and slid down it, causing a lot of towels to fall off. But then he slipped and landed another line, which allowed him to slide straight into the wall on the other side of the alley before hitting the ground with a thud, while getting entangled with lots of girls' clothing in the process.

"Oh my gosh! Is he okay?!" cried Musa in horror, the three girls were about to run over when all at once, a hand reached out from under the clothes pile and grabbed a loaf of bread that fell from the sky. The very same loaf that Peter had purposely stolen, the young man pulled the clothes off of himself and carefully inspected the loaf to make sure it wasn't even dirty.

"Phew! Good thing I managed to reach out just in time" he told himself, just then a loud voice called out. "There he is!"

Peter looked up to see the guards who were chasing him looking down from the rooftops, it was the captain who had spoken. One of the other guards shook his sword and yelled out angrily "You won't get away so easily!"

"You think that was easy?" Peter asked before he heard giggling, he basically turned to see three girls who were covering their mouths to keep from laughing out loud. He didn't understand why, but they were especially laughing because he was still covered with girls' clothes. Now Flora, Musa and Tecna had never seen anything like it, but the boy looked so drastically funny.

Right at that moment, Peter turned his head at the sound of the captain's voice, the captain was giving instructions to his men. "You four, go over that way! And you two, follow me! We'll find him!"

Now Peter wasted no time slipping out of the clothes pile and putting on a disguise, then he slipped out into the street where he ran into the same girls who had laughed at him a few seconds ago.

"Good morning ladies" he greeted them carefully, the three girls looked at each other and then back at him. "Hi" said Musa shyly.

"Aren't you getting into trouble a little early today?" asked Tecna seriously.

"Trouble? No way!" said Peter wistfully "You'd only get in trouble if you get caught." He reminded them, just then a strong hand grabbed him firmly by the collar and yanked off the disguise. The hand belonged to none other than Rafael, the captain of Domino's royal guard "I've got you this time boy!" he growled.

"Okay, I'm in trouble!" exclaimed Peter.

"Well, this time…." Rafael began before being cut off short when a gunny sack was suddenly pulled down over his eyes. From not far off, the three fairy friends were watching in amazement because on top of the captain's head, was a small capuchin monkey. The captain of the guard tried to pull the sack off while the little creature chattered loudly and pointed wildly at him. Flora, Musa and Tecna, along with the pixies, could not help but burst out laughing at the funny sight of the little monkey.

"Good job Boba" said Peter, giving a salute with the bread loaf. "Perfect timing, as usual."

"_Ah-boo!" _squeaked the monkey, whose name was practically Boba, as it/he tipped his little cap. "Come on, let's get out of here!" urged Peter as the monkey climbed onto his shoulders and they started running off in the opposite direction, only to run into another guard who swung his sword at them. Both the boy and his monkey dodged the strikes, just as Peter started to sing out:

_Gotta keep one jump ahead of the breadline_

_One swing ahead of the sword_

_I steal only what I can afford_

_And that's everything!_

Flora, Musa and Tecna watched as the young man kept dodging all the guard's strikes until he yanked off the man's belt, causing his pants to fall off. The three fairies burst out laughing at the look of shock and surprise on the guard's face before he pulled up his pants again and chased after the young man.

"Come on, let's follow them!" urged Musa.

"Why would we want to do that?" asked Tecna in confusion.

"So we can see what happens next!" said Musa excitedly, they all followed the young man to see where he was going but stayed at a distance to avoid being seen. Then they saw him elude another guard before climbing up a large stack of barrels that were filled with molasses.

Still, he continued singing:

_One jump ahead of the lawmen_

_That's all, and that's no joke_

_These guys don't appreciate I'm broke!_

As he sang, Peter knocked a barrel down on top of the guards. Four of the guards, who were now covered with molasses, took offence at the boy's base of action and they all shouted out:

"RIFF RAFF!"

"STREET RAT!"

"SCOUNDREL!"

"TAKE THAT!"

Peter quickly climbed to the top of a very tall scaffold, held out the loaf of bread in his hand and sang out. _"Just a little snack guys!"_

In that same instant, a volley of swords, spears and knives came flying his way. Peter managed to dodge every single one them to avoid being impaled. Then the soldiers started shaking the scaffold back and forth.

_Rip him open!_

_Take it back guys!_

Then Peter jumped off the scaffold, shot out a web-line from his wrist and swung over to a window on a nearby building where Boba was waiting to pull him on in.

_I can take a hint  
_

_Gotta face the facts_

_You're my only friend, Boba!_

But just as he and Boba had slipped in through the window, they were surprised by several teenage girls who happened to be inside and were very much annoyed to have them inside their apartment.

_Who?!_

_Oh, it's sad Pete Parker's hit the bottom_

_He's become a one-man rise in crime!_

One of the girls pushed Peter straight into a plump woman who was cleaning the place, and she wasn't very happy.

_I'd blame parents_

_except he hasn't got 'em_

Peter quickly slipped away from the maid and headed straight for the balcony and before he left, he turned to the girls and exclaimed:

_Gotta eat to live_

_Gotta steal to eat_

_Tell you all about it when I got the time!_

Then he leaped off the balcony and bounced off of several canopies until he landed down in a back alleyway. Not far off, the three Winx girls and the pixes who had been following his every move, were completely amazed.

"How does he do all that?" asked Musa in bewilderment.

"He must be very talented." Flora complimented.

"But he must also be very clever." Chatta added before they continued to follow him. Not far up ahead, Peter continued to elude the guards until he and Boba hid behind some marketplace entertainers, imitating their every move. Rafael and the other rushed on past, without realizing that their quarry was hiding behind all the performers.

Peter only continued singing:

_One jump ahead of the slowpokes_

_One skip ahead of my doom_

_Next time, need to use an Alde-plume!_

Just then, one of the entertainers moved in a different direction and marked a different pose, resulting in Peter and Boba being discovered. Quickly, the boy and his monkey ran off with the crowd staring after them, each person had looks that said: 'Where did _he _come from?'

The three fairies and the pixies laughed out loud, they had never seen anything so particularly funny as the boy and his monkey. But the guards were a different story, the minute they saw Peter run off in another direction, they quickly changed course and followed after him.

The young man raced onward until he came to a huge flock of sheep, then he jumped on their backs and ran over them. The guards followed suit, but they waded right through the whole flock of sheep.

The boy just kept singing:

_One jump ahead of the hitmen_

_One hit ahead of the flock_

_I think I'll take a stroll around the block!_

As he spoke, Peter ran right around a corner as the guards chased him. And he led them right across a person who was sleeping on a bed of nails, until the fattest guard tripped and fell backwards right on top of that sleeping person. Which caused both of them to cry out loud in pain, first because the person who slept was being crushed, and second because the fat guard was getting poked by some nails right underneath him. From afar, the girls and pixies laughed so hard that they could hardly contain themselves. "Why, that is so funny!" Chatta exclaimed.

"I couldn't agree more Chatta!" Flora exclaimed wholeheartedly, they all continued to watch excitedly as the royal guards came running around the corner in time to find the little monkey named Boba standing on a market cart. He was also wearing rings on both his fingers and tail, and a necklace was around his neck, he also wore a very expensive hat. This led to several voices crying out all at once;

Captain: STOP THIEF!

Vendor: VANDAL!

Peter: BOBA!

Man: OUTRAGE!

Woman: SCANDAL!

The vendor who had just shouted, snatched the jewels right off of Boba, before the monkey was snatched up by his owner. Then Peter and Boba raced even further down the street before the guards surrounded them from all sides. This only prompted Peter to sing even further;

_Let's not be too hasty!_

Just then, a older plump woman with a laundry basket came out of nowhere and got right in the middle of it;

_Still, I think he's rather tasty!_

Quickly, Peter jumped up and went towards a catapult that aimed at the rooftops, and once again the guards surrounded him on all sides just like before. Then he sang out;

_Gotta eat to live_

_Gotta steal to eat_

_Otherwise, we'd get along_

"WRONG!" the guards shouted as they lunged forward to grab him, but Peter used the catapult to send himself sailing just in time and the guards just crashed into each other. The girls and their pixies just laughed out loud so hard that they lost track of time until Tecna looked at her watch. "Oh, we've got to get back to Alfea in time to teach classes. Otherwise, Miss Faragonda is not going to be pleased with us for being so late."

The others nodded their heads in agreement, they would have loved to stay and watch the whole show, but they needed to get back to Alfea anyway. So they gathered up their stuff and left, but the little pixies decided to stay behind for a while longer.

"Why don't we follow them for just a little bit longer?" suggested Chatta "It would be something if we could get a glimpse of what happens next."

Tune and Digit looked at each other and then back at their friend. "Sure, why not?" they said in unison. So the three little pixies continued to follow along with the whole escapade, watching from a distance as they did so. They were just in time to see the boy and his monkey put on some clay pots to use for blending in, but that didn't go unnoticed by the captain of the guard.

"GET HIM!" roared Rafael, the rest of the guards did as they were told, the boy and his monkey quickly threw off the clay pots and raced off ahead of the guards.

The pair hadn't gone far when they crossed over a patch of hot coals where some people were walking around barefoot, they quickly ran just as the guards tried to catch up with them. Peter and Boba managed to jump on the people's backs to cross over the coals, but strained the back of one person in the process. Rafael and two of the guards that were with him also proceeded to cross over the coals, but managed to burn their feet in the process. This caused them to scream out loud with intense pain as they ran. The pixies saw what was happening and could hardly contain themselves as they laughed so hard.

"This just gets even funnier by the minute!" exclaimed Digit as she could hardly even contain herself.

"I can tastily agree with that Digit." Chatta replied as they continued to watch and follow along. Peter and Boba kept on running until they went right through a huge amphitheater where several dozen performers were putting on all kinds of various acts, Peter ran right through the whole audience, causing several people to dodge out of the way. But just as he raced across the stage, Boba jumped to where a sword-swallower was just pulling off his own act and pulled the sword right out of his throat, causing the performer to clutch his own neck and choke very badly.

Then Boba jumped right in front of the guards and brandished the sword, causing them to stop immediately in their tracks.

"He's got a sword!" cried out one guard as the others trembled at the sight of the little monkey that swung a blade back and forth while bearing his teeth. From not far off, the little pixies laughed out loud at the strange sight.

"Why, you idiots!" snapped Rafael as he drew out his sword. "We've all got swords!" The other guards quickly snapped out of it and drew out their own swords. At the sight of this, Boba grinned innocently while putting down his own sword and dashed off after his master. Rafael and three of the other guards chased them until the pair stopped abruptly by a snake charmer, where they saw four more guards heading their way. After glancing this way and that, Peter thought quickly and together, he and Boba climbed up a long rope that was close by and got out of the way just in time for the guards to crash into each other again before falling down.

Digit, Tune, and Chatta all laughed out loud. "Oh, that is so hysterical!" cried Tune.

"I couldn't agree more Tune." Chatta told her as they continued following the boy and his monkey. Before long, Peter and Boba had climbed over the rooftops and landed on the other side before they continued running, even while the guards started to catch up with them. Peter started singing once more just as the guards began to surround him from two sides of the street as well as from behind, forcing him to race up a flight of stairs leading to a different roof.

_One jump ahead of the hoofbeats (Vandal!)_

_One hop ahead of the hump (Street rat!)_

_One trick ahead of disaster (Scoundrel!)_

_They're quick, but I'm much faster (Take that!)_

_Here goes!_

_Better throw my hand in_

_Wish me happy landin'_

_All I gotta do is JUUUUUUUUMMMMMMMMP!_

At that last second, Peter and Boba leaped off the edge of the building, swinging on a very long cable. Rafael and three of the other guards followed suit, only this time, they were each swinging on a very flimsy rope. But then Peter and Boba had managed to swing off to the right while the guards carelessly swung right into a huge wall, which led to them sliding down into a deep manure pile. The burning stench quickly aroused them, causing them to hold their noses and cry out in utter disgust.

Tune, Digit and Chatta all laughed so hard like they had never done so in years. "He's really outdone them this time!" Tune exclaimed loudly.

The others readily agreed with her, "That's right Tune" Chatta told her. "Now let's get back to Alfea, our bonded fairies will be missing us." So the three of them flew off back to Alfea to rejoin their friends while Peter and Boba had managed to land in a back alley that was very safe.

"And now esteemed offendee." Peter told his monkey "We feast!" he divided the bread into two pieces, one for himself and the other for Boba. He was just about to take a bite out of his piece when he saw something.

Two homeless children, a little boy and a girl, were searching for scraps among the garbage bins in the alley, they quickly stopped what they were doing once they saw this much older boy who wasn't too far off. The little boy ran to his sister for comfort, Peter looked down at the bread in his hands and then back at the kids. He realized that he would be no better than most others, if he kept on stealing for just himself. So he got up and headed straight for the children, ignoring his monkey's protests, then he offered the bread to the children.

"Go on" he told the girl, holding out the bread. "Go on, take it."

The girl wasn't so sure at first, but then she realized that the older boy was offering her the piece of bread that he was holding. She eagerly took the bread and Peter just stroked her hair before walking off. Boba was very reluctant at first, but then he saw how hungry the children were, even more so than him. So he brought his own piece of bread over to the children, who had already divided the first piece in half. He then held out his own piece, expecting the children to reject it since he had already bitten into it. But nevertheless, the girl also took that one and patted Boba gently on the head.

"Uh dos!" squeaked Boba before he playfully swatting the girl's hands away. Just then, there was the sound of music in the marketplace, Boba turned his head and went to join his master who had just joined a crowd that was looking at something.

The pair looked past beyond the crowd and into the street, sure enough, a parade was passing through the Main Street. It looked exactly like a royal caravan, much to the amazement of the whole crowd, it was an entire entourage of swordsmen, servants, valets. But at the lead of the group was a nicely dressed man riding a white horse, the man was dressed in royal robes with a turban on his head, a sword on his right side, and a coat of arms on his chest. He rode astride his horse with such impetuous stride.

"Where does he think he's going?" asked a curious bystander.

"He must be on his way to Domino, I suppose." Another one answered.

"Another suitor for King Oritel's youngest daughter" grumbled a third. Just then, the same children that Peter encountered earlier, ran out into the middle of the street. The young girl tried to stop her brother from going too far, but it was too late. By the time she did stop him, he was already in front of the horse's hooves.

The horse was so startled that it neighed loudly and raised its front legs, the crowd gasped as the children were almost too close. The horse's rider became very angry and annoyed that he raised his whip. "Get out of my way, you filthy little brats!"

The children flinched just as the man brought down his whip to hurt them, but he would have done so if not for the untimely interference of Peter who pulled them out of the way just in time.

"Are you kids okay?" he asked them out of concern, the two nodded and Peter turned back to the man on the horse. "Who do you think _you _are?" he demanded angrily "What makes you think you've got every right to hurt or pick on anyone who's so younger than you?!"

"_I _am Prince Andre of Ithica!" retorted the man on the horse, "So I will _not _be spoken to like this, peasant!"

"Well, the heck it be!" Peter shouted, loud enough for the crowd to hear. "Don't you refer to me as 'Peasant', since you're the one who tried to hurt these kids in the first place! You miserable jackass!" Andre fumed when he heard that, while the crowd gasped in shock at hearing what was just said.

"Another thing, if I were ever as rich as you, _I _could afford some manners!" Peter told the prince in disgust, the whole crowd was very applauded when they heard that, but the children were very glad that Peter was protecting them from this big, mean bully.

But nevertheless, Andre was very, very furious "I'll teach _you _some manners!" he shouted, jumping down from his horse and striking Peter across the face. The young man was knocked down against some gravel, a woman quickly moved the children away from the commotion while two men came to Peter's aid and helped him up.

As Peter was recovering from the impact, the spoiled vain prince remounted his horse once again. But just as the royal entourage continued forward, Peter thought of an insulting joke. "Take a look at that everybody!" he called out, "It's not every day that you see a horse with two rear ends!"

That got a raise out of almost the whole crowd, besides the men helping him and the woman and two children. Prince Andre turned angrily around in offense when he heard that "You, _sir_!" he snapped "Are a worthless street rat!" The two men and the woman were stunned to hear that, judging by the hurt look on Peter's face.

"You were born a street rat" the prince continued. "And you'll die a street rat, and only your _fleas _will mourn you!"

That had done it, as Peter lunged forward to get clear at the prince for all those hurtful insults. But it was too late, since the entourage had already passed through a portal which led to the kingdom of Domino.

"I'm not worthless!" he shouted as the portal closed on him. "And I don't have any fleas!" he finished as he scratched his scalp. One of the men who had helped him, stepped forward and put a hand on the boy's shoulder.

"Pay him no heed, lad" he told him comfortingly, "He doesn't know what he's talking about. Besides, he's just one of those spoiled, vain princes who are ugly, rich and unkind. So don't let him get under your skin, because he thinks he can."

"That's right" said the other man coming forward. "Just because he's rich and related to royalty, doesn't mean he's right. He's just offence to the way you stood up to him after the way he treated those children, that's what makes him a nasty, stiff-necked, ignorant windbag."

Peter looked down at his feet, deep down, he knew those men were right. If he lashed out at the cruel prince, then he'd be no better than he ever was.

"Come on, Boba" he told his monkey. "Let's go home" but he could turn to go, one of the same children from earlier grabbed his wrist. He looked down at the child, who held up a bag of fruit. "Here" said the little boy "These are for you." Peter was surprised to see that the children were actually thanking him for protecting them from harm. "Thanks kid" he told the little boy before taking the fruit, picking up Boba and leaving the square.

* * *

**Later on**

After awhile, the young man and his pet monkey arrived in some back alleys where most civilians didn't dare to trod. Of course, it was already sunset by the time he had arrived. But he didn't mind, since he needed to get his mind off a few things.

He was still very sad from what happened earlier, so as he climbed an emergency exit leading up the side of an abandoned building, he started to sing:

_Riff raff, street rat_

_I don't buy that_

_If only they'd look closer_

_Would they see a poor boy?_

_No siree_

_They'll find out_

_There's so much more to me_

By then, he had now reached the top of the building, where he had set up camp. As soon as he set foot inside the complex, Boba scampered over to a round ottoman that had a pillow on top. The little monkey took off his hat and curled up to sleep while Peter covered him with a blanket. Then Peter went to the window and opened the curtain to see the view over the city of Magix. As he relaxed into a chair, he said aloud.

"Someday Boba, things are going to change. As soon as I've found work and earned enough money, I'll buy some materials for building a brand new house or even a mansion. Better yet, we'll start a business of our own so we can became rich and live like kings. And never have any problems at all."

As soon as he said these words, Peter yawned out loud and went straight to his own bed and fell asleep. Little did he know that all the next morning, his life was about to change forever.

**Finally! After a stressful day of stealing to survive, Peter is thinking about what direction his life will soon take. Throughout the course of this story, I will include elements that should make it similar to the Disney classic 'Aladdin' and its live-action remake(Same thing with my other fanfic, Beauty and the Man-Spider). But now Peter's life is about to change when come the next chapter, he crosses paths with a certain fairy princess.**

**Now I got the name for Peter's pet monkey from Boba Fett, son of Jango Fett, because I think it's so cool. **

**I honestly don't know how long it'll be for the next chapter to be updated, but I can promise that whenever I do finish it, you're going to love it. For the time being, I might be working on my other fanfics that I've started before. Just be patient and sound off in the reviews below.**

**Merry Christmas! From 7-Eleventh**


	3. Chapter 3: Paths Cross

**WINX SPIDEY**

Chapter 3: Paths Cross

**Hello again, dear readers. I hope you'll appreciate the work I put in to write this chapter, because it's about to get all interesting. Bloom, the fairy princess of Domino, along with her parents and older sister are being included in this story. Now understand that I don't own Spider-Man or Winx Club, just the ideas for the whole thing, so with that said and done, here goes nothing.**

The next morning turned out to be truly beautiful, because it was such a peaceful day in the planetary kingdom of Domino. It was also a coincidence that around the same time the young street urchin in Magix wished that things could be different, that Prince Andre of Ithica had arrived at the royal palace of Domino.

Just as the sun had risen, the prince had asked the king and queen for permission to spend time with their daughter, to which they said yes. For Oritel and Marian had been hoping that their youngest daughter would finally pick a husband and get married.

"Do you really think it will be different this time?" Marian asked her husband in worry.

"Oh, I am most positive that it will work this time for certain." The king told his wife with complete reassurance. "After the first six times, our youngest will definitely have to choose a suiter." No sooner had he said that, the doors that led out into the palace garden suddenly burst open. The king and queen looked up in surprise, just in time to see the would-be suiter walk through the corridor.

"Uggh! I have never been so insulted in my entire life!" cried the prince in a rage, Oritel was shocked to hear that. But then he got up to follow him. "Andre, you're not leaving so soon are you?" he asked the prince, even as he had noticed that the prince's clothes had been torn, with a piece of the prince's cloak ripped off.

"Good luck marrying her off!" Andre shouted in a rage, even as he continued to walk out to his entourage. Oritel and Marian looked at each other in surprise and realized that their daughter must have offended Prince Andre.

"Oh Bloom…" sighed Oritel before he and Marian went outside to the royal garden. There, they found their daughter, who was sulking by the fountain. "Young lady, I believe we need to talk. About what just hap…"

All of a sudden, the king was deliberately interrupted by a loud growl, which was made by a large, medium-sized, green dragon that managed to get in his face. The king was startled at once, but then he noticed that the creature had a piece of cloth in its mouth. "Oh confound it, Cringer!" exclaimed Oritel before snatching the cloth from the dragon's mouth and examining it. Sure enough, it really was a piece of the prince's cape. "So, _this _is why Prince Andre stormed out!"

"Oh Father," Bloom answered "Cringer was just playing with him," she turned to the dragon. "Weren't you Cringer? You were playing with that overdressed, self-absorbed Prince Andre, weren't you?" The dragon chuckled and nuzzled its face up against Bloom, the king frowned disapprovingly at his daughter causing her to look down at her feet.

"Dearest, you need to stop rejecting every suitor who comes to call." Oritel explained to his daughter, "The law says that you…"

"Must be married to a prince." Bloom answered, along with what her father was just saying, even as she walked over to a bird cage. "By your next birthday," Oritel finished.

"The law is wrong," Bloom insisted strongly.

"Well, you've only got two weeks left until then!" exclaimed the king in complete exasperation.

"But if I do marry," Bloom answered. "I only want it to be for love."

It was then that Queen Marian stepped forward. "Now dear, it's only this law." She managed to explain in a very sensible way, "But the truth is, your father and I won't be around forever. So we just want to make certain that you're taken care of, and provided for."

"Please, try to understand." Bloom insisted, "Ever since I first came to live here, I've rarely been allowed to do anything on my own. I've hardly ever spend time with my own friends." That last part that was heard, caused Cringer to perk his head up and snort with indignation.

"Oh, except you, Cringer." Bloom assured him, that got the dragon to relax and put his head back on the ground while Bloom continued to talk with her parents.

"And besides, I've rarely even been outside the palace walls." She added.

"Now Bloom, be realistic. You're a princess." Oritel told his daughter.

"Then maybe I don't want to be a princess anymore!" Bloom answered haughtily. The king stared at his daughter in absolute disbelief before turning around and walking straight back to the palace, but before angrily whispering to Cringer. "Heaven forbid that you should have any daughters!"

Cringer just cocked his head in confusion, he clearly didn't understand what the king really meant. The queen followed after the king, presumably to calm him down while Bloom continued to sulk. How could everyone be so very demanding these days? Just for once, she would've liked to make her own decisions, in regards to living her own life and choosing a husband who would actually love and cherish her all the days of his life. But somehow, her own parents didn't seem to care about any of that.

"Bloom, why must you always test our father so much?" asked a voice that was very familiar to the young princess. She looked up and saw a much older girl with blonde hair wearing a light green dress. This could only be Daphne who was not only Bloom's older sister, but also Oritel and Marian's eldest daughter.

"Oh Daphne, if only you'd understand." Bloom sighed unhappily.

"Understand what? That you keep judging every suiter who comes to call before you even _know _them?" asked Daphne, "As far as Mother and Father are concerned, you can't keep doing this forever." Bloom looked down in shame, even though she didn't want to admit it.

"Listen, I can understand that you wish to marry someone who would love and cherish you all the days of his life." Daphne explained earnestly "So I promise you one thing. One day, you'll meet a man who was always meant for you."

Bloom then realized that her sister was right, she wouldn't be able to keep this up forever. In the event when she was suppose to choose a husband. Perhaps the next time when a prince came to call, then she'd get to know him better. But until then, she needed to think of a way to slip away from the palace.

**Meanwhile**

After they went back inside the palace, the king and queen went to their own personal chambers where the king just sat down in exasperation. "I can't believe this, Marian!" he exclaimed "So far, our _youngest _daughter has still refused to even choose a husband!"

"Oh darling," sighed Marian as she rubbed her husband's shouders to help him calm down and relax. "We both know that Bloom would like to someone, but only as long as it's someone that she really likes."

"But how can we even find someone that she could possibly like?" asked Oritel. "So far, she really disliked all those suiters that came to call." Just then, a shadow came into the room. The king turned around to see who it was, and saw that it was a man wearing a green suit with a purple cape. "Ah Quinten, it's you, my most trusted adviser!" Oritel exclaimed before standing up "I really am in desperate need of your wisdom."

"My life is to serve you, my king." The adviser known as Quinten replied with a bow, this really was the same man who not only called himself Mysterio, but also was the one who had gone to Earth with the Trix just to find the Cave of Dreams and Wonders.

"I need your help because of this suiter business," Oritel explained. "My youngest daughter still refuses to choose a husband, even she's only two more weeks until her next birthday."

"Well, that _is _a most unfortunate dilemma." Quinten remarked before thinking for a moment. "Perhaps I can devise a solution to this unnatural problem."

"If anyone can help, it's you." Oritel replied, by this time Queen Marian had left the room so her husband could speak with the royal vizier in private. This gave Quinten all the time he needed to advantage of the situation. "I believe it would require the use of a mystic blue diamond." He pointed out while figuring the king's ring.

"My ring?" King Oritel recoiled and looked at the ring on his right hand. "But it's been in the family for years."

"It's the only way to find a suiter for the youngest princess." Mysterio explained before lifting his staff that had an orb on the top of it. "But don't worry, everything will be fine." As the vizier spoke, the orb on his staff begin to glow in front of the king's face, causing him to fall into a trance. "Everything…will be….fine." Oritel faintly murmured.

"Now, the diamond." The vizier instructed as he held out his hand.

"Here Quinten, take whatever you….need." Oritel answered, and without realizing it, he took off his ring and gave it to his adviser who took it with a hint of glee in his eyes.

"You are most gracious, my liege!" exclaimed Quinten. "Now perhaps you and the queen attend to more personal matters, such as discussing plans for your youngest daughter to get married."

"Yes, that would be…fine." Oritel stated before heading out. As soon as the king was out of sight, the royal vizier went to a more secluded part of the palace where he pulled on a chain that opened up part of the wall, leading directly into a secret passage. Once he was inside, the wall closed behind him. Then Mysterio descended the staircase that was before him and went through a wooden door, entering a secret chamber where four figures and a falcon were waiting.

"It's about time, Father. What kept you?" asked one of the figures, who was a youg man with blond hair and blue eyes.

"I finally got what we need, son." Mysterio replied, holding out the king's ring in his hand. "Soon I will be king and you, my son, will be the rightful heir to the throne."

"Which means, he will be the first of a new dynasty." Another voice added, which belonged to one of the three other figures, who turned out to be the same exact young women who accompanied Mysterio to Earth; Icy, Darcy, and Stormy, also known as the Trix.

"Yeah, ya got that right," remarked the falcon, revealed to be Walter.

"Come, we have much work to do." Mysterio told his colleagues.

**Later on; that night**

After the whole experience of dealing with complete strangers that she never wanted to marry, Bloom decided to run away to Magix and never return to her home world. So she packed whatever things she would need for the journey, with help from her handmaiden.

"Are you sure that you know what you're doing, Milady?" asked the handmaid patiently, out of curiosity. Even though she was a couple of years older than the young princess. "The king and queen would be very angry, if they ever found what you've done."

"My mother and father won't know a thing." Bloom answered impassively, "So I'm counting on you to keep my escape a secret. Can you do that for me, Danielle?" the handmaiden looked so unsure for a moment, then she glanced at the princess and smiled.

"Don't you about a thing, milady," she replied earnestly, which prompted the princess to jump forward and hug her tightly.

"Thank you so much Danielle, you're one of the closest friends that anyone could ever hope to have." Danielle was very touched by the princess's words, but then she returned the hug and Bloom went to pick up her belongings. "Well, it's time for me to go."

"Good luck princess, and take care." Danielle told the young princess one last time.

Bloom carried her suitcase along with her pet rabbit Kiko, who was her closenit companion from childhood. Then she used her magic to conjure up a disguise to pose as a civilian in Magix City. Earlier in the day, she had made sure to contact her friends from high school about her problems and they agreed to help her escape from Domino. Right then, they would now be waiting outside the palace walls for her to arrive.

Quietly and carefully, Bloom slipped outside to the palace gardens where she went to the garden wall and was just about to climb a tree when something tugged at her coat. Startled, the princess jerked around to see who did that just now, only to find that it was Cringer pulling on her coat and whining pleadingly.

"Oh Cringer," sighed Bloom unhappily as she knelt down to his level and looked into his eyes. "I really wish you could come, but you can't. I can't just stay here and have my life lived for me. I'll miss you." She then hugged the dragon tightly before turning back to the tree and started climb up with a boost from Cringer. Once she reached the top of the wall, she looked down one last time.

"Goodbye," she called softly before slipping down to the other side. Once she was out of sight, Cringer the poor dragon lay down on the ground feeling very unhappy.

Outside the palace walls, Bloom met with her five friends, along with six little pixies, who had been waiting for her to arrive for almost an hour. "Well, it's about time Bloom. What took you so long?" asked an older girl with long blond hair, this could only be Bloom's best friend Stella, the princess of Solaria.

"I'm sorry for keeping you girls waiting," Bloom answered "But here I am. Now let's get out of here before we're discovered." With that said and done, the group set off for Magix. But they reached their destination, Bloom looked back at the palace one last time and started to sing:

_Here comes a wave meant to wash me away_

_A tide that is taking me under_

_Broken again, left with nothing to say_

_My voice drowned out in the thunder_

_But I can't cry_

_And I can't start to crumble_

_Whenever they shut me or cut me down_

_I can't stay silent_

_Though they wanna keep me quiet_

_And I tremble when they try it_

_All I know is I won't go speechless_

The other girls and the pixies turned to look at her for a minute smiling in jubilation. "That was very beautiful, Bloom." Flora commented, the rest of them and their bonded pixies nodded in unison. One pixie in particular, flew over to Bloom and rested on her shoulder. This pixie had pink hair and blue eyes, wore a pink dress and carried a blue wand that was shaped like a key. Her name was Lockette, the pixie of portals.

"Why are you so sad, Bloom?" she asked, the young princess looked down at her bonded pixie and smiled. "Oh I'm alright, Lockette" she promised the little pixie. "I'm just tired of how palace life has been going for me lately." The little pixie then smiled with jubilation while they all passed through a portal, leading directly into Magix City.

**The next morning**

Everything was hustle and bustle in the city of Magix, the shopkeepers had opened up their stores and all the vendors were busy with their concessions in the marketplace. Now unbeknownst to anyone who was passing by in the streets, someone was hiding up in the rafters above the market stalls. This was none other than Peter Parker, once known as Spider-Man, and he was accompanied by his pet monkey named Boba.

"Okay, Boba," he told the little monkey. "Coast is clear, go for it!"

The monkey saluted his master and then went down to a random concession, where he hung upside down right behind a short, round vendor who was busy selling watermelons.

"Here's the best melons in Magix!" the man called, holding out a watermelon and waved around as he spoke. "They really make an everlasting impression on your taste buds and…."

He was interrupted by a chattering noise that came from behind him. The vendor turned around and grew increasingly annoyed at the sight of a little monkey that had just picked up another watermelon, and was starting to lick its lips. "Hey! Take your filthy paws off that!" he shouted.

But the monkey only made jabbering noises at him and stuck out its tongue. "Ah-gah-gah-bah-bah-bah-bah-bah!" squeaked Boba happily.

"Why you little mongrel!" cried the vendor, setting down his current melon and marching over to snatch the other melon out of the monkey's paws. But just as his back was turned, a pair of hands reached down and snatched up the first melon. As the vendor turned back to his business, he was shocked to find that the first melon he had was gone. He turned around in time to see the monkey disappear up top.

"Good job Boba," Peter congratulated his pet, who had now joined him on top of a café, with a great view of the streets. The young man cut open the melon with his pocket knife and gave one half to the monkey. "Breakfast is served."

Now just as the two companions were eating their breakfast, a group of girls were unexpectedly heading in their direction. For some strange reason, these girls were the same exact ones who escaped from Domino the previous night, and now they were busily exploring the marketplace.

"Sugar dates!" a vendor called out, "Sugar dates! Sugar dates and beans! Sugar dates and pistachios!" the girls just smiled and pressed on.

"Would one of you young ladies like to have a necklace?" asked another vendor, who held out a very expensive necklace. "A pretty necklace for a pretty lady." Of course, Stella was more than eager to buy one. But Bloom and the others wouldn't have it. "No Stella, not today," Bloom told her.

"Bloom's right, we can do more around here than buy necklaces." Flora reminded her, Stella was about to object, but then she changed her mind and left it at that. Just as the six girls and their bonded pixies continued moving along, a third vendor suddenly startled them.

"Fresh fish!" he called out, holding up said fish, "We catch 'em, you buy 'em!" Now the young fairies were feeling very disgusted, even as they moved away from the concessions as fast as they could, the pixies in tow. But just as they went further, Bloom forget to look where she was going and ran into a performer who was busy practicing his juggling. That caused him to drop all his balls that each landed on his head with a hard smack, leaving a few knots on his nob.

"Oh, I'm so sorry!" Bloom quickly apologized as she helped the juggler back up on his feet again.

"Think nothing of it, miss." He replied earnestly as he gathered up his juggling balls, "Just be sure to look where next time."

"Oh, I will," Bloom promised.

Right at that very moment, Peter turned to look down from his position on top of the café. He heard and saw the commotion where the juggler was ran into, and the girls who helped him back up. But then he found himself being captivated by the sight of the redhaired girl, who had gotten her hood knocked off when she ran into the juggler, but then she was pulling the hood back onto her head.

"Wow!" Peter whispered quietly to himself, even as he looked at the girl before him. Not only did she have bright red hair, but also clear blue eyes and a vibrant smile. She was also very lovely in form and beautiful, Boba took notice of this and tried to get his master's attention, but Peter was now lost in his own little world.

"Uh…hullo?...Hullo." Boba chattered as he waved his paws in front of his master's face, but Peter was already too transfixed on the girl before him. Down below, Bloom and her friends stopped by a fruit store that wasn't too far from the café itself. They came across two little children, a brother and a sister, who were trying to reach into the carts of fruit that were a little bit too high for them.

"Awww….those two look like they could use some help." Chatta cooed softly, the other pixies all nodded in sympathy. Bloom stepped forth and looked down at the children. "You two must be hungry," she said to them, the little ones looked up at her and nodded, so she reached into one of the carts and got out four pieces of fruit for the youngsters.

"Here, take them" she told them encouragingly, the children eagerly took the fruit and went on their way, but not before the shopkeeper saw what had happened. "I certainly hope you're able to pay for those fruits," he said crossly.

Bloom turned around in surprise, "Oh, I'm sorry, I was only making sure that those little ones had something to eat and…"

"Then perhaps I'd better make one thing personally clear, no one takes things from my store or my carts without paying!" said the shopkeeper angrily. From atop of the café, Peter was really starting to concerned about the situation.

"I'm so sorry, I don't have any money…" Bloom tried to explain, but the shopkeeper just cut her off short.

"Then that makes _you _a thief!" he snapped, grabbing her firmly by the wrist. The other girls and the pixies were very much alarmed at this drastic change of events. Even Lockette was very scared at what was happening.

"Please, if you'll just let me return to my native planet. I might be able to get some money from the king of Domino…" Bloom tried to reason, but the shopkeeper still wouldn't listen, even as he drew out a long sharp blade.

"Do you know what the penalty is for stealing?!" he demanded angrily as he pinned down the girl's right arm with one hand and raised the blade above his head with the other, much to the horror of the other fairies and all the pixies. Kiko the rabbit covered his eyes with his long ears to avoid seeing such a horrible, yet dangerous spectacle.

"NO!" Bloom cried out pleadingly as the shopkeeper started to bring down the blade to cut off her hand. Now that would have been very unfortunate, had another hand not reached in and grabbed the shopkeeper's wrist. Much to the amazement of the Winx and the pixies.

"Now hold on there," said a firm voice, the girls turned to see a brown-eyed, brown-haired boy holding the shopkeeper's wrist. Peter was, no doubt, the one who had managed to stop the man from cutting off Bloom's hand. Stella and Aisha, along with Amore, Lockette and Piff, were greatly surprised by this sudden unexpected turn of events. Flora, Musa and Tecna, along with their bonded pixies, immediately recognized the same young man who outwitted the royal guards just the other day.

"Thank you so much for finding her, I'll take it from here." Peter told the confused shopkeeper before leading Bloom aside, much to the bewilderment of the other girls. "Where have you been? I've been looking all over for you!" he exclaimed, all the while pretending to know the girl he'd just met.

"What are you doing…?" Bloom started to ask, but Peter quickly shushed her.

"Shhh! Just play along." He whispered before the shopkeeper placed a hand on the boy's shoulder. "Excuse me, young man. Do you _know _this girl?" he asked sternly.

"Sadly, yes" Peter answered. "She's my sister, and she's a little crazy because she's got a really bad habit for wondering off." Bloom and the rest of the Winx were very surprised to hear that. Stella, on the other hand, was completely indignant.

"Who does this guy think he is?" she whispered to Aisha.

"I'm not sure," Aisha replied, "But from the looks of things, he's just trying to save her life." They turned back to hear what was being said.

"She just said that she knew the king of Domino!" exclaimed the shopkeeper in absolute disbelief.

"Correction," Peter told him. "She seems to think that the monkey is the real king of Domino." He gestured down towards Boba, who cringed at the sudden attention. Bloom then realized that this was a sign to keep the pretense. So she knelt down on the ground before Boba. "Oh, your majesty, how may I serve you?"

The monkey only made chattering noises in response, which sounded so funny to the other fairies. Peter then turned back to the shopkeeper "I'm really sorry about all this, I'll pay you back as soon as I can find work." The shopkeeper nodded his head in response, without comprehending that he was actually being fooled. Then Peter turned to Bloom and took her by the hand, "Come along sister, it's time to leave now."

So with that, they both started to leave the marketplace, along with the rest of the Winx Club, followed by Lockette and the rest of the pixies. Just then, Boba started to mess around until some items that he stashed away fell out of his jacket, it was a bunch of jewels and fruit. Peter and Bloom now turned around in surprise to see the whole commotion while the shopkeeper turned around just in time to see the monkey pick up all the items in a frantic frenzy, and then realized that he had been tricked.

"Wha…Come back here, you thieves!" he cried out in anger, although no one else paid any attention to the commotion, even as the two teenagers and the little monkey, along with Bloom's friends and the pixies, raced out of the square without looking back.

**Back on Domino**

Meanwhile, in the most reclused part of the royal palace, something else was about to transpire. The man who called himself Mysterio and his only son, along with his treacherous falcon and the Trix were busy working on an experiment, that involved the use of a particular machine. Walter the falcon was inside a wheel that he used for a treadmill, which was being used to power up the machine.

"Why can't we just wait for a real storm to appear?" whined Walter in exasperation.

"Save your breath, Walter. Faster!" Mysterio commanded as he placed the king's ring into a filter that was on top of an hourglass, with the ring's diamond facing upwards. The falcon did as he was told and sped up the wheel, empowering the machine even further. Sure enough, a real lightning bolt struck the ring on top of the hourglass, and the sand inside started to swirl. Then the royal vizier began to chant:

"O, sands of time; reveal to me the one who can be able to enter the cave!"

Then all at once, when the sand swirled in the bottom part of the hourglass, it showed the image of a young man climbing up a ladder on the side of a building. "Yes! There he is!" Mysterio exclaimed with glee. "My diamond in the rough!"

"Now wait a minute." Mysterio's son rushed forward to look at the image in the hourglass. "This is the person you've been looking for?"

"Yes, yet appearances matter not, Simon." Mysterio reminded his son, "The only thing that matters right now is we have finally found him." The master of illusions then turned to the Trix, "Now, what say you of this matter? Perhaps we should send the guards to find him and extend an invitation to the palace, shall we?"

The three young witches looked at each other, then back at their much esteemed colleague and nodded their heads in agreement. "Yes, that sounds good to me" Icy replied.

"That's such a brilliant idea" Darcy complimented.

"I just hope this guy isn't going to be a waste of our time." Stormy remarked with malice.

Mysterio ignored the last thing that was being said, then he began making plans to enlist the young man's help for retrieving the magic lamp from the Cave of Dreams and Wonders.

**Back in Magix City**

The young man was just seen in Mysterio's hourglass, was the same one who had just helped a certain redheaded girl escape from a harmful fate. He was none other than Peter Parker of Earth, formerly known as Spider-Man, and the girl he saved was actually the princess of Domino, but he didn't know that. They had just climbed up to the rooftop where they'd cross over to his private lodgings.

"Alright, here we are." Peter told her as he reached down to pull her up. Bloom could've just transformed into fairy mode and flown up alongside her friends, but this was fine with her. Just as Peter pulled her on up to the roof, Bloom accidently tripped and stumbled straight into Peter's arms with her face on his chest. The rest of the fairies and all the pixies were somehow amused by this outcome, Lockette was especially curious about what would happen next. Bloom stood straight up and looked deep into Peter's eyes, which were full of so much compassion and yet so caring.

Bloom blushed and quickly let go of him before regaining her composure. "I….want to thank you for stopping that man," she told him. "Not many people would have done that."

"You're welcome." Peter answered before turning around to pick a long wooden pole. "So, today's been your first time in the marketplace, huh?" he asked before using the pole to jump across to another rooftop, with Boba catching on for a ride.

"Is it _that _obvious?" Bloom inquired, the other girls looked at each other in utmost bewilderment. How could this boy not know that Bloom had been to Magix City so many times before?

"Well, you do kinda stand out." Peter answered, but then he saw the look she was giving him and decided to help her get across. So he picked up a long board to use for a bridge. "I mean, you don't seem to know how dangerous the city be at times. So you really should be more careful whenever you're out in public and…." But he didn't even finish the sentence because just as he set down the board, Bloom suddenly sprang overhead, using a different pole to jump across. Peter and Boba turned around to stare at her in amazement, while Kiko, the pixies and the rest of the Winx were also every bit as surprised as they were.

"I'm a fast learner," she smiled at Peter before tossing the pole to him while Boba just gaped at her in surprise. Peter put the pole down and he then proceeded to lead Bloom and her friends up a staircase, with the monkey, the rabbit and the pixies following close behind.

"Do you have any idea what this all means?" Lockette quietly asked the rest of the pixies.

"Yes, Bloom might have just found the man of her dreams." Amore whispered in response.

"We're all thinking the same thing!" Chatta whispered excitedly, the other pixies were very enthusiastic with the whole thing about Bloom and the young man who had just saved her life. The rest of the Winx were feeling the exact same thing, even as they all went upstairs.

"Careful, watch your head there." Peter told the girls as he led them all up the stairs while ducking under an overhanging beam that hung down from the ceiling. Before too long, they all reached the main complex where Peter and Boba lived.

"Is this where you live?" Bloom asked excitedly.

"Yep, just me and Boba." Peter told her as they entered the room and he led her over to a window. "It doesn't look like much, but the view is really great." As he spoke, the young man drew open the curtain that kept out the sunlight, the Winx and their bonded pixies marveled in awe at the grand view of the city.

"The city looks just amazing from up here, doesn't it?" asked Peter.

"Yes…it really does" Bloom answered, even as she just found herself thinking about home. Lockette noticed this and floated over to rest on Bloom's shoulder, then Peter took the time to strike up a conversation with her. "You know, I've been reading a great deal about the many different kingdoms on other planets in the magic dimension. Especially the likes of Domino, Solaria, and Andros." Bloom just cringed at the mention of her home planet, which she had just risked escaping from in the first place. Although, Stella and Aisha didn't mind talking about their native planets and their family backgrounds.

"I wonder what it would be like to live there," Peter continued. "To have servants and valets."

"Oh sure," Bloom replied bitterly. "Even some people would tell you where to go and how to dress."

"Well, at least it should be better than here. Where you'd always be scrapping for food and running away from the cops, or even the palace guards." Peter countered.

"But then you wouldn't be free to make your own choices." Bloom answered.

"Sometimes you feel…." Peter began to say.

"You're just…" Bloom continued.

"Trapped." They finished at the same time. Then the two just exchanged glances in absolute amazement, Bloom felt a warm feeling wash over her. Right now, she couldn't help smiling at this wonderful boy who had been so kind to her. The rest of the Winx were also amazed at this outcome, as were the pixies. "Ah, are you thinking what I'm thinking?" Chatta asked Amore, who was giggling to herself.

Just then, Boba picked up an apple and was about to take a bite out of it, when Peter snatched it away. "So, where are you from?" he asked as he picked up another apple and tossed it to Bloom.

"It doesn't matter," she answered grimly. "I ran away, and I'm _not _going back."

"How come?" Peter asked out of curiosity.

"My father's too demanding," she told him. "By attempting to force me into a marriage with a complete stranger." Peter then felt very sad to hear that.

"Gosh, that sounds awful." He told her with a look of sympathy, just then Boba the monkey started to get some naughty ideas in his head. He crawled behind the pair to the left side of Bloom and was just about to take the apple from her, when all of a sudden.

"Boba!" Peter snapped angrily, which startled the little monkey who started to jump and scamper all over the place, making his monkey noises until he was back on the window sill. "What's the matter?" Bloom asked out of curiosity.

"Ah, Boba says…" Peter began, but then he got an idea in his head, "He says the way you've been treated back home, that's not fair."

"Faur!" Boba squeaked in bewilderment.

"Oh, did he?" Bloom gave a genuine smile, as did her friends and all the pixies.

"Yeah," Peter answered, leaning closer to her.

"Does Boba have anything else to say?" Bloom inquired.

"Well, he wishes there was something he could do to help." Peter told her, off to the side, Boba huffed indignantly, which Bloom's friends found amusing. Especially Flora, Musa and Tecna.

"Then tell him that's very sweet." Bloom told her new friend. In that very moment, as if by a feeling of tension or mutual attraction, the two of them looked into each other's eyes and leaned closer. It looked like they were just about to kiss when all of a sudden….

"THERE YOU ARE!" shouted a loud voice, startling the pair so much that they jumped up to who had just shouted. Bloom's friends and the pixies were also so startled because down below, several guards were coming up the stairs. The same ones from Domino.

"They're after me!" cried Bloom and Peter in unison, they then turned to each other in utmost confusion. "They're after you?!"

The pixies were so entertained by this, that they couldn't help giggling at the scene before them. "It's so funny how they finish the same sentences." Lockette told the other pixies who were so tickled at the sight of the somewhat funny, 'romantic' pair. However, Kiko jumped up into Bloom's arms for comfort because he was very scared.

Bloom, on the other hand, looked very worried. "Oh no, Father must have sent them to find me…" she told her friends, just then, Peter climbed up onto the ledge with Boba on his shoulder. "Do you trust me?" he asked her.

"What?" she asked in surprise.

"Do you trust me?" he repeated, holding out his hand.

"Ah, y-yes" she stammered before putting her hand in his.

"Then JUUUMMMP!" he shouted out as they leaped out the large window and over the ledge together, with Boba hanging onto his master's shoulders for dear life while Kiko was screaming in terror.

Lockette flew after them, while the other pixies flew off with their own bonded fairies in a much different direction. After they had fallen for almost 3 stories, the foursome landed in the middle of an alley, right on a soft pile of sand. Lockette then caught up with them.

"Are you alright, Bloom?" asked the worried little pixie.

"I'll be fine, Lockette." Bloom answered.

"Come on, let's go!" urged Peter as he got back up, pulling Bloom by the hand. They all ran out of the alley, right into someone who was blocking their path. Peter took one look and recognized the person, it was Rafael, captain of the guard from the kingdom of Domino. The captain grabbed the young man by the front of the shirt and chuckled harshly "We just keep running into each other. Don't we, street rat?"

Before Peter could answer that, a gunny sack was suddenly pulled down over the captain's head. As usual, Boba was on top, and Peter broke free from the captain's grasp so he and Bloom could run away, but then they saw more guards waiting for them. "Let's run back the way we came." He told her, so they started to run back in the opposite direction, but then Rafael had already pulled the sack off his head, grabbed Boba and threw the little monkey into a nearby clay pot.

"It's the dungeon for _you,_ boy!" shouted the captain as he grabbed Peter by the coller and tossed him to the rest of the guards, two of which grabbed the young man and placed him in chains. "No!" cried Bloom before she ran over and hit the captain hard on the shoulder. Let him go!" she demanded angrily.

"Well, well, well," laughed Rafael "Look what we have _here, _men. A street _mouse!"_ the captain then deliberately pushed the young lady to the ground, without even realizing that she was the younger princess of Domino. Peter was seething when he saw what happened, high up in the air, the rest of the Winx were shocked to see what was happening. Now Bloom had enough, she got back up and did the riskiest thing she could ever think of. "Unhand him!" she commanded sternly before removing her hood, "By order of the princess of Domino!"

The guards were all struck dumb when they heard that, especially Rafael. "P-P-Princess?!" he stammered in utter shock before bowing low, the rest of the royal guards did the same. "Princess Bloom!"

"The princess?!" Peter asked in absolute disbelief.

"De prencess?!" squeaked Boba from inside the pot.

"But what are you doing outside the royal palace on Domino?" asked the captain, "And with this urchin?"

"That's none of your concern," Bloom answered "Now do as I command, release him!"

"Oh, I could, your highness" Rafael replied. "Except my orders come from Mysterio, I'm afraid you will have to take with him. I can assure you, we are only doing our duty." With that said and done, the guards left, taking the young man with them.

"Believe me, I will." Bloom muttered, she was fuming terribly. The other fairies came floating down to her, they were very distressed indeed, especially Flora.

"Oh Bloom, how could this happen?" she asked in worry.

"I don't know." Bloom answered "I intend to find out."

**Back on Domino; Later on**

The sun was setting in the fair kingdom of Domino, the citizens of that planet were now going home to rest so they could turn in for the night. At that very moment, a certain someone was just leaving his private sanctum to turn in for the night. This was Quinten Beck, aka Mysterio, and everything seemed to be going his way as he was just slipping quietly out from his secret chamber. He had just sent the Trix away so he could keep appearances in the palace, while his only son went home.

"Quinten!" a voice suddenly called out. The royal vizier turned to see who had called his name just now, then he saw the king's youngest daughter walking right up to him, with an angry expression on her face.

"Ah, your royal highness," he bowed with an inclination of his head, and with extending his cape. "How may I be of service to you?"

"The guards just took a boy from the marketplace on Magix!" she told him angrily. "Under your orders!"

"Your father, the king, has charged me with keeping the peace on Domino and throughout the universal order." Mysterio retorted. "And after all, the boy was a criminal."

"But what was his crime?" Bloom inquired. "What he did do that was so unlawful?"

"Why, kidnapping the king's youngest daughter, of course." Mysterio replied.

"What?!" Bloom was very shocked to hear that. "That's not true! He didn't kidnap me, I ran away!"

"Oh dear!" exclaimed Mysterio as he went to the other side of the room. "How very frightfully upsetting, had I known about this already."

"What do you mean?" asked Bloom.

"Well, sadly." Mysterio began to explain, "Yet, very most unfortunately, the boy's sentence has already been carried out."

"What sentence?" Bloom inquired, dreading the answer.

"Death," Mysterio answered "By beheading."

"Oh no!" Bloom gasped in horror, covering her mouth with both her hands. From outside, the rest of the Winx and all the pixies were listening to everything that was being said. Now they were very much shocked to hear what the vizier just said.

"I am terribly sorry, your highness." Mysterio told the young princess.

"How could you?!" Bloom cried out in exasperation before running out of the room, as soon as she was out of sight, three female figures entered the room. This was none other than the witch sisters called the Trix, and they too had heard just about everything that was spoken. "So, how did it go?" asked Icy, the first of them.

"I think she took it rather well." Mysterio replied before grinning wickedly.

**Nightfall**

Bloom sobbed on her bed with her face buried in the pillows, mourning the loss of the boy she had met in Magix City. She could hardly believe that he was sentenced to death. The rest of the Winx had gone back to their own homes while the pixies returned to Pixie Village, so only Kiko and Cringer were there with her. Just then, Daphne came into the room and saw her younger sister crying.

"Whatever is the matter, dear sister?" she inquired.

"It's all my fault, Daphne" Bloom answered, as she sat up on the bed and wiped the tears from her eyes.

"What do you mean by that?" Daphne as she sat down on the bed next to her little sister. Bloom proceeded to tell her everything that had happened that day, such as how she met that wonderful boy and what happened to him right after he had been arrested. Daphne was really shocked to hear all that, "Oh Bloom, I'm so sorry, I had no idea."

"But still," Bloom sniffled as more tears began to fall. "I didn't even know his name." Then she put her head on Daphne's shoulder, and Daphne comforted her little sister in the best way that she could.

**Here you go everybody! I'm really sorry for how long this took to get done. So, for those of you who watched the Disney film **_**Aladdin **_**and its live-action remake, there are two differences. For one thing, Jafar lied to the Princess Jasmine about Aladdin being dead. For another, Jasmine thought she had been stood up right after Aladdin promised to meet her the following night. But either way, Jasmine didn't even know that the boy she met, was being used to retrieve the magic lamp.**

**However, if any of you readers have ever watched **_**Aladdin, **_**you'd know what happens next. So by the time this chapter is updated, I'm going to concentrate on writing chapters for the other fanfics that I've planned ahead. Now if any of you have already heard the upsetting news about this COVID-19 pandemic, don't be so worried, and just have faith and believe that everything will be alright by the end of the year. So until then, stay safe and stay tuned.**


	4. Chapter 4

**WINX SPIDEY INTERLUDE**

**Ladies and Gentlemen! May I have your attention, please. I have decided that this is as far as I'm going with this story, because I still can't get anymore than two reviews, in addition to plenty of followings. So technically, it would make the most sense to finish up with stories/fanfics that I'm already working on. Such as, 'TOTALLY SPIDER-MAN!' and 'Beauty and the Man-Spider', seeing that those fics have already gotten more reviews and followings so far than this one. That is why I won't continue with 'Winx Spidey', I'm really sorry for this, but I certainly hope that as soon as I'm finished with the stories I mentioned, I might do a complete rewrite of this. By starting from scratch, I'll make sure that the beginning will be slightly different than before, even it's supposed to be so much similar to the Disney classic, **_**Aladdin **_**and its live-action remake.**

**Until then, stay tuned and stay safe!**


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